THIS IS A RUSH TRANSCRIPT. THIS COPY MAY NOT BE IN ITS FINAL FORM AND MAY BE UPDATED.

ANDERSON COOPER, CNN HOST: We'll try to find the answer this next hour. Larry, thanks. We begin tonight with breaking news and a chilling bottom line. $1.2 trillion. That is how much investors including any of you with stocks in a retirement plan lost today. Take a look. That's what it looks like. $1.2 trillion gone in just 6 1/2 hours. The stock market losing $3 billion a minute today. The biggest dollar losses, the biggest point drop ever, 778 points. And the worst percent decline since the markets reopened after 9/11. Right now, we're watching markets around the world react. Asian markets have plunged down. Tonight, we'll continue to follow that. Tonight, politicians, Republicans and Democrats, well they are pointing fingers at each other. They're fiddling while your money burns. The financial rescue package devised by the administration, revised by Democratic and Republican leaders over the weekend failed to pass the House. You know that. Two-thirds of the House Democrats voted yes and about two-thirds Republicans voted no. Tonight, we'll tell you what happened? And what happens now? And your money, your vote. We begin with Jessica Yellin.

(BEGIN VIDEOTAPE)

JESSICA YELLIN, CNN CORRESPONDENT (voice-over): It all broke down so quickly when the bipartisan bailout turned into a political brawl.

REP. JIM CLYBURN (D), MAJORITY WHIP: 67 percent of the republican Congress decided to put political ideology ahead of the best interests of our great nation.

REP. ERIC CANTOR (R), VIRGINIA: I think this is a case of failure of Speaker Pelosi to listen not only to her members but certainly to our members.

YELLIN: How did this go so wrong? When the debate began this morning, the so-called financial rescue legislation was a bitter pill. Even those who supported it were reluctant.

REP. SPENCER BACHUS (R), ALABAMA: This will be the most difficult decision I make in my 16 years in this body. And I have decided that the cost of not acting outweighs the cost of acting.

REP. JOHN BOEHNER (R), MINORITY LEADER: None of us came here to have to vote for this mud sandwich. I can describe it a lot of different ways. You all know how awful it is. I didn't come here to do this.

REP. BARNEY FRANK (D), CHAIR, FINANCIAL SERVICES CMTE.: Members would rather not be here because this is a tough vote.

YELLIN: When the clock started, Republican leaders were not sure they had enough votes but they gambled, believing the pressure would pull their members along. They were wrong.

REP. JIM BLUNT (R), MINORITY WHIP: We did think we had a dozen more votes going to the floor than we had. No more than that but we thought we had a dozen more.

YELLIN: After the meltdown, the Republicans said Speaker Pelosi was to blame for making these comments.

REP. NANCY PELOSI (D), HOUSE SPEAKER: They claim to be free market advocates when it's really an anything goes mentality. No regulation, no supervision, no discipline.

YELLIN: Their charge.

CANTOR: Right here is this reason why I believe this vote failed. This is Speaker Pelosi's speech that frankly struck the tone of partisanship that frankly was inappropriate in this discussion.

YELLIN: Democrats called that ridiculous.

FRANK: There were 12 Republican members who were ready to stand up for the economic interests of America but not if anybody, I'll make an offer. Give me those 12 people's names and I will go talk uncharacteristically nicely to them and tell them what wonderful people they are and maybe they'll now think about the country.

YELLIN: Those were about the only laughs today on Capitol Hill. Now, leaders are trying to figure out how to rescue the bill when they return on Thursday.

(END VIDEOTAPE)

COOPER: You say when they return on Thursday. So they have left town?

YELLIN: They have. They're on what's called a recess, you think of it as a break for the Jewish holidays.

COOPER: I mean, it's kind of unbelievable that the market tanks like this and they are gone.

YELLIN: Well, this is how it works. They thought that deadline would actually force people to vote yes. The Senate is still in business tomorrow but they don't expect the Senate to go first. So we got to wait.

COOPER: So did they know the Dow was tanking as they were voting? YELLIN: Yes. There were members running back and forth on the floor saying it's falling 200 and 300. But we're told that some of them were surprised by the speed of which it fell. But they were aware of what was happening as they voted.

COOPER: And finally, they said that 12 members or so were so offended by Nancy Pelosi's comments that they switched their vote. Have they named names?

YELLIN: Oh, no. They won't tell us those names. And believe me, we have asked. What they're telling us is that there were a number of people, roughly a dozen who were feeling that they could vote yes but were upset by the partisan tone, what they call the partisan tone of the debate, the way the Democrats have been describing this in public and they weren't sure they could bring them along, and because they say Pelosi got partisan. And that really did it in. But it really does seem because they're admitting that they didn't even know if they had the votes when they were going in. It really does seem a stretch to believe a couple comments by Nancy Pelosi made them vote against the biggest bailout in history.

COOPER: Amazing. Jessica Yellin, thanks.

It is a tough vote, as Jessica said, members and staffers reporting that e-mails and calls are running 30 to 1 against the legislation. There's not a bit of doubt from analyst and blogger Nate Silver (ph). Lawmakers split from safe congressional districts this November split evenly on the bailout. Those in the highly contested races voted no by more than 3-1. In other words, those worried about getting re-elected the most voted more often than not voted against the bailout.

As for John McCain and Barack Obama, both supported the bill today. McCain prematurely took credit for its passage. And tonight each is trying to use its failure, try to score some points. The rough politics from Ed Henry.

(BEGIN VIDEOTAPE)

ED HENRY, CNN CORRESPONDENT (voice-over): The market appears to be melting down, threatening to bring John McCain's campaign with it.

SEN. JOHN MCCAIN (R), PRESIDENTIAL CANDIDATE: I was hopeful that the improved rescue plan would have had the votes needed to pass.

HENRY: The bailout's failure on the house floor is a stinging defeat for McCain, who dramatically raised the stakes himself last week, declaring he'd suspend his campaign to get a deal. As the Dow plunged 778 points, McCain was on the defensive so he tried to pin the defeat on Barack Obama even as McCain insisted he did not want to play the blame game.

MCCAIN: Senator Obama and his allies in Congress infused unnecessary partisanship into the process. Now is not the time to fix the blame, it's time to fix the problem. HENRY: But the real problem for McCain is that despite his best lobbying efforts, 133 fellow Republicans voted no. And some conservatives are charging McCain lost sight of his party's free market roots.

TERRI JEFFRIES, CNN CONTRIBUTOR: I think that John McCain failed to lead. He should be right there pushing the principals and conservatives in the House right now.

HENRY: The bailout is one of the few major issues where Obama is pretty much in line with McCain. Both men have suggested they would vote for the rescue plan. But the tension within the Republican party, many House conservatives rejecting both the president and their presidential nominee has given Obama an opportunity to tie McCain to an unpopular White House.

SEN. BARACK OBAMA (D), PRESIDENTIAL CANDIDATE: This crisis is a direct result of a philosophy that the people who have been running Washington, for the last eight years have been following.

HENRY: McCain allies continue to insist he made the right move by inserting himself into the talks. And note 95 Democrats voted against the bill, too.

RON BONJEAN, REPUBLICAN STRATEGIST: He wanted to come back to Washington and help with the crisis. The fact it didn't work out isn't on his shoulders. Frankly, it's on the Democrats' shoulders, they're the ones who run Congress.

HENRY: But the challenge is particularly stark for McCain according to the latest CNN opinion research poll. When asked who was more responsible for the financial crisis, 47 percent said Republicans, 24 percent said democrats.

(END VIDEOTAPE)

COOPER: So, Ed, what happens now? Do we know?

HENRY: Well, no one really knows. I think that's what's making the crisis so scary for so many Americans. The Treasury Secretary today say look we have to find some sort of plan that's going to work. He's the guy who is in charge of the administration, he doesn't seem to know what the next move is. Neither do leaders on the hill, the Democratic or Republican leaders. And as you can see, the candidates are sort of trading swipes but neither one of them has really laid out a plan that's going to fix it.

In that debate last week, as well, they were both kind of dancing around it. So I think the American people right now are looking and not just seeing the financial systems in chaos, they are seeing our political systems in somewhat of chaos, too. They thought there was some sort of a deal this weekend that could be solved when the rank and file members vote on it, it went down. So people are seeing all these chaos and they're not seeing a solution. That's what makes it scary. COOPER: The president is speaking tomorrow morning. We're going to carry it live at 8:45 a.m.. I mean, are there other meetings scheduled for tomorrow? I know a lot of these congressmen, they have already left. They are, you know, desperate to get re-elected.

HENRY: Not a lot of them.

COOPER: At least someone meeting tomorrow in Washington to try to figure out what to do?

HENRY: You would think that they would be. We're not hearing about a lot of congressional meetings when I pressed various leaders of both parties today. What's the next step? They really didn't have you know a three-point plan, like we're going to meet here tomorrow. At the White House, they were saying look officials are still working the phones. But as you mentioned, the president is coming out to speak again tomorrow. This is about the eighth or ninth time he spoke in the last ten days including that primetime address last week. None of it is working. How many times can he use the same megaphone and say the same thing? It doesn't appear to be working. Anderson.

COOPER: All right. Ed Henry, thanks.

Next, digging deeper into the politics of all of this. And boy, there are a lot of politics. We'll talk to David Gergen, Ed Rollins and Roland Martin. Then Suze Orman is with us, talking about how you can ride out the storm. If you have some questions for her, go to ac360.com. Join in our live chat. It's all the way to the right hand of the screen, on the web page and I'll try to ask some of your questions to Suze. We also have a live web cast during the breaks and she'll be part of that as well.

Also, Sarah Palin talking again with Katie Couric. We'll show you what she's saying now.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

REP. NANCY PELOSI (D), HOUSE SPEAKER: They claim to be free market advocates, when it's really an anything goes mentality. No regulation, no supervision, no discipline. If you fail, you will have a golden parachute and the taxpayer will bail you out. Those days are over. The party is over.

(END VIDEO CLIP)

COOPER: House Speaker Nancy Pelosi making that very partisan speech, the Republicans side says that's the reason they failed to get the votes they though they would need to pass the bailout. Clearly what happened today before and after this vote, speeches, the finger pointing, the name-calling. It is pure partisan politics, both sides whining about who dropped the ball.

You might think that since they failed to pass this bill, they'd hunkered down and watch and order some pizzas, rolled up their sleeves and work hard to get something done. Incredibly, a lot of lawmakers headed home. They're gone.

The economy is sliding into abyss and they're all worried about getting re-elected. We're digging deeper tonight. Joining us CNN senior political contributor, republican strategist and McCain supporter Ed Rollins. CNN's senior political analyst and former presidential adviser David Gergen. And CNN political analyst, syndicated columnist and Obama supporter, Roland Martin.

David, the President and Congressional leaders insisted that this bill was essential for rescuing the economy. It didn't pass. Who's to blame?

DAVID GERGEN, CNN SENIOR POLITICAL ANALYST: Well, this is a huge failure of leadership across the board, Anderson. The House members and house Democrats who voted against this ought to be ashamed of themselves. But it's really the house of Republicans whom I think bear it especially tonight. Two-thirds voted against it. You did have - to be fair to the Republicans, it was a Republican president, a republican Treasury Secretary who supported this, who pushed it, but it was House conservative Republican members who derailed it.

Now, they have strong reasons why they voted against it. But let there be no doubt that if we pay a huge price as we paid today, if we basically continue to pay a huge price in the next couple of days, lost a 1$.2 trillion as you said in equity value a day and it may get worse tomorrow and in the days following. Let there be no doubt it was the house Republicans who derailed this. They were against it from the beginning. They made that clear.

This business about Nancy Pelosi making a speech. Yes, she shouldn't have said that and yes that was inappropriate. But the fact that they changed their minds because of that, oh poor babies, she has a few words and the House Speaker, you know, made them run back to their partisan corners. You know, forget that nonsense.

And neither one of the presidential candidates has actually shown much star power in this either. I mean neither John McCain nor Barack Obama has been able - they ought to pitch in now and everybody ought to pitch in and get this done. You know, I usually try to be fairly tempered. But this was one of the worse mistakes I have ever seen Congress make. You always assume that in the crunch, people will do what's right for the country. And time and again, I have seen that and this was shockingly irresponsible.

COOPER: Ed, let me get to you because I want you to be able to respond. Is that fair what David said? Blame mainly the Republicans.

Well, the Democrats didn't come up with enough votes either.

ED ROLLINS, CNN SENIOR POLITICAL CORRESPONDENT: In reality, it's a failure of leadership. It starts right at the President. And the President is in such a weakened position, he didn't stage this thing right. I mean running out of the Oval Office everyday and making a two minutes speech in the morning. This should have been, as David and I have done in the past, this should have been a state of the union type speech before the Congress last week in which he laid out his reasons and he got the gravitas as opposed to doing a speech the sky is falling.

They did not explain this to the country. And what's happened is that the Congress have been bombarded and the Republicans have taken that as their constituency does not want this. Equally as important, you never go up for a vote like this unless you have the votes. I have done vote counts for many, many years, you basically say give me your 75 votes, I need them, I want the names, I want to check them. Pelosi had to give Boehner back the votes that they had. They walked in there, they have 218, 220 votes before they --

COOPER: Do you buy this thing about Pelosi's speech causing people not to vote?

ROLLINS: No. No. I think it was stupid speech to make when you want to bring everybody together in a very difficult time. But the problem with House Republicans is there's about 20 little groups. And you can't put two Republicans in the room and you have all the Democratic leadership in there and get the message out to the troops.

COOPER: Roland, what about the Democrats? I mean, had they gotten more votes, this thing would have passed.

ROLAND MARTIN, CNN POLITICAL ANALYST: Well, again, this is where blame falls on both sides. So all of a sudden you start measuring with a score card. Who delivered what? Democrats delivered two- thirds, Republicans two-thirds against. Each of them is critical. And that is the American people don't understand this. I have discussed this on my radio show on WBON in Chicago for a week now. I have literally had five people total support this. People don't know. If you were a member of Congress, you are there also to represent your constituents. If you're getting 30, 40, 50-1 against, that say, is that one, people don't like it because they probably don't know what's going on.

When you have the Treasury Secretary saying, well it's dire, what does that mean? People are saying, well wait a minute, the president has no credibility, when you heard weapons of mass destruction, even members of Congress were saying that. If you don't level with the American people and hold hearings, they can't buy into it and that's why they didn't support it.

COOPER: David, to your point about, you know, when push comes to shove, people doing what's best for the country. You really get the sense that did not happen today. And there's no real plan for that happening this week. I mean, yes, I guess they're supposed to convene back again on Thursday. But at this point, there's no real road map for what's going to happen over the next couple of days or how are we going to get any kind of bill and they're worried about being re- elected. It just seems the height of irresponsibility.

GERGEN: I completely agree with that, Anderson. It's understandable that the Jewish members would go home for the holiday, Rosh Hashanah. That's entirely understandable. But when whole delegations take off and many of whom are not Jewish, and you could have still put this vote together on Wednesday or Tuesday or Wednesday. But I think what's important tomorrow, Anderson, is for both the President and the Treasury Secretary to try to help maintain calm so we avoid a total panic. We don't have total runs on banks and everything else, we have enough calm. But they got to lay out a road map now for the process by which they plan to put this back together. How are they going to pass sweeteners to get people to vote. They've only got to flip 12 votes.

COOPER: I have to stop you from jumping in, Roland. We got to take a short break. We're going to have more form all of you just on the other side of this break. More to your money. Also, Suze Orman joins me along with Ali Velshi to try to break down your options and what happens to the people in Washington who cannot get their act together.

Later, Sarah Palin and her latest remarks. What she's saying now about her early remark about John McCain that the public correct her on. That in polling data showing a shift on how voters see her, that's ahead on "360."

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

HENRY PAULSON, TREASURY SECRETARY: I'm very disappointed in today's vote. But leaders on both sides of the aisle have worked very hard. I've spoken to them and I know they share my great disappointment.

(END VIDEO CLIP)

COOPER: Treasury Secretary Paulson after the House rejected the $700 billion bailout plan. As much as we focus on the stock market today. It's even more alarming that credit markets are freezing up, banks have stopped lending. Individuals and small businesses are already getting hit. The question is what you should do at home. Joining us now, Suze Orman and CNN's Ali Velshi. Ali, what's the big picture? How bad is the defeat of this bill for the markets and for all of us?

ALI VELSHI, CNN, SENIOR BUSINESS CORRESPONDENT: Let's take a look at this, 777 points. No one has ever seen negative 777 on the big board at the Dow. In fact, the closest we ever got was 684 down on September 17th, 2001, right after the markets opened after the attacks of 9/11. This is pretty bad. And as you can see through the course of the day, see that plummeting right before 2:00, when it looked like there was a minute left to go and they weren't going to get the votes. It sort of meandering all the way around, right at the end of the day, see that sort of sliver of yellow down at the bottom. That means that this market closed without all the selling done and that's translating into Asian markets right now.

Anderson, here's the part that's interesting, 777 points, you could actually make that up in a few days on the market. Here is the worrisome part. It is the credit markets. We keep saying credit markets. Here, I'm going to tell you why this is not a Wall Street problem, why this is all of our problem. because if I can show you this other graphic that has the credit markets. I can describe to you how the fact that you got banks, you got major investors. Let's think of them as sovereign wealth funds, foreign, governments, hedge funds, pension funds. Things like that. Money flows between these places and the most direct connection to you is right here. It's a loan to you, your car loan, your auto loan, maybe even your home loan. But that's not the only way this credit freeze that we're in affects you.

Money goes from those same banks to other people, maybe somebody who is trying to buy your house, maybe you've sold your house, maybe you're in contract but they can't get financing to buy your house. You're stuck with that house. There's another way that this would affect you. These banks and major investors lend money to corporations. It's very common for corporations to borrow money on a short term basis in order to fund their day to day operations like utilities, like rent, like your salary. That money could affect your job and your salary and we're not talking about just the biggest of corporations because people are saying look, we haven't had this deal and nothing has failed.

We're talking about little businesses. We're talking about people who can't make payroll, who may need $10,000 to get through the next three months but they can't get it. So Anderson, the bottom line here, is this credit market freeze is not just about Wall Street. Make the decision, there's lots of reasons to not like this bill. There's lots of reasons to be angry about it. But don't cut off your nose to spite your face. Understand that this is just as much about Main Street as about Wall Street. Anderson.

COOPER: Yes, I don't think a lot of people -you know people kind of say, look, I don't want to spend all this money to bail out these Wall Street fat cats. But it's also bailing out Main Street.

SUZE ORMAN, PERSONAL FINANCE EXPERT: Yes. We just lost $1.2 trillion today. Now who lost that money? Everybody who has retirement accounts, 401(k)s, they've lost that money. Now, sure they haven't lost it because they haven't sold it. But Anderson, it will take them so long to make back what has happened to them. So while everybody else is trying to figure out how do we solve this problem? You, me, everybody, mom and pops are watching their money go down and down and down and it is hurting them tremendously.

COOPER: And for young people who are looking at the market thinking you know 10, 20, 30 years, it's a different story, they don't need to be as worried but for people who are retired, for people who are, you know, thinking of using that 401(k) money if they're retiring soon, it's really hitting them hard.

ORMAN: Yes. They've been hit very very hard. Because not only have they seen their stock portfolio within their 401(k)s and retirement plan go down, they've seen the price of their homes go down. They see the fact that everything else is costing them more money and any money that they had in a savings account is totally fine, they don't have to worry, but the interest rate that they're making on that money is nil. Get a CD, and what's it going to pay you? So when you see Ali say the credit market it's hurting you, interest rates are so low right now, you can't get an interest for safe money. Nobody is going to pay you for anything. So that affects our older people big time.

COOPER: We're going to have a lot more with Suze. Also, answering some of your questions at ac360.com. Go to the live chat which was linked all the way to the right hand side of the screen, next to a picture of I think Biden and Palin. Just click on that. Ask your questions, I'll try to get them into Suze. All about your stocks or 401(k)s or your savings.

COOPER: We'll have more of Suze Orman in a moment. If you're worried about what the breaking news tonight might mean to you. You can do it right now. Suze has got answers. Randi Kaye joins us with the news and business bulleting -- Randi.

RANDI KAYE, CNN CORRESPONDENT: Hi there, Anderson. Candy make Cadbury is recalling 11 types of chocolate that it makes from China that is because they are made with milk tainted with the banned chemical melamine. The recall only affects chocolates sold in parts of Asia and Australia.

Overseas, another check of the markets. Right now, stocks are down sharply in Japan, China and Australia and as trading gets under way on the other side of the globe. Investors just like here in the U.S. are worried after the House failed to approve the bailout plan for America's financial firms.

And the "Boss" will be rocking at the 2009 "Super Bowl" come February. Bruce Springsteen and "E Street Band" are set to perform during halftime following the footsteps of the "Rolling Stones" and U2 and many others including the most infamous, of course, Janet Jackson.

COOPER: Well, that should be cool. Up next, Suze Orman with advice on the best place for your money right now and you can ask her some questions at ac360.com, click on the live chat. It's all the way on the right hand side of the screen tonight.

And later, Sarah Palin speaking out, taking aim at "gotcha" journalism. See more of the interview with Katie Couric that everyone is talking about when "360" continues.

(COMMERCIAL BREAK)

COOPER: A rough day on Wall Street. No doubt about it. And in Washington, right now, there's no plan in sight and no way to know what will happen tomorrow. Scary times.

Good to have some level-headed advice. Joining me once again, Suze Orman, personal finance expert and host of the CNBC's "Suze Orman Show."

I heard you say earlier today, you think this thing may not recover until, like, 2015.

ORMAN: That's what I said.

COOPER: That's scary.

ORMAN: It's scary, but it's my personal opinion. These are deep problems. And when they sign this bill, that doesn't mean -- if they sign this bill, it doesn't mean that everything goes away. You still have all these things to work through. And it's going to take a long, long time. I personally think you're going to see unemployment increase.

You're going to see the markets continue to go down if they don't do something here quickly, possibly till about 8,500. So these things take time to recover. You know, it was 2000 when the markets started to freak out a while ago. It took us a long time to get back up there, Anderson. Six years, even though it seems like a long time.

COOPER: You still believe if you have time, you stay in the market.

ORMAN: If you have time. How much time is time? Time is at least 10 years, hopefully 20, 30, 40 years until you need this money. And as I've always said, this isn't just something new. You need at least ten years or longer.

If you're at retirement and you need this money, you can't be afford to be in this market because this thing is going to continue to go down.

COOPER: And the truth is, you probably never...

ORMAN: You shouldn't have been here anyway, not because of this. Anything can happen at any time. Didn't we all learn that on September 11? You have to be prepared for the worst.

COOPER: A lot of questions on AC360. com on the live chat link.

Nicky (ph) writes a question: "Suze, should I suspend contributions to my 401(k)?"

ORMAN: Nicky (ph), you're asking a question but you're not telling me anything about you. How can I answer that? You don't tell me how old you are. You don't tell me how many years before you retire? You don't tell me, does your 401(k) match your contributions or does it not? You're not telling me if you have credit card debt.

COOPER: Would you still max out -- say someone, you know, is ten years away from retirement? Would you still continue to put as much as possible?

ORMAN: No. And I have never wanted people to put as much as possible in a 401(k). You listen to me, everybody. If your 401(k) matches your contribution, meaning you put in a dollar, they give you 50 cent, I don't care how much credit card debt you have, I don't care what, you can't afford to pass that up. Why? Because that's a 50 percent return on your money. Now, this is assuming you have ten years or longer until you need this money.

However, after the point of the max, stop contributing to your 401(k). You're far better if you have credit card debt, now is the time you take that extra money and get out of credit card debt. Now is the time you take that extra money and save it in an eight-month emergency fund.

Now is the time, if you have extra money, either start paying off the mortgage on your home once you know you're going to stay in the house for the rest of your life. And/or to a Roth IRA. It's far better than a 401(k) if you qualify. There isn't a padding: Oh, just continue to contribute to your 401(k) to the max. Are you kidding?

COOPER: Claudia in Watsonville, California: "I keep hearing everyone say that if you're young and have plenty of years for your money to grow, then this might be the time to do it. I'm a junior in college and am wondering what specific things we should be putting our money into."

ORMAN: Well, first of all, as a junior in college, you have student loans out after you've graduated. You have got to understand, student loan debt can never be dismissed or discharged by bankruptcy. So you better make sure that it's not just about investing in the stock market; it's about setting yourself up so this doesn't happen to you. Have an emergency fund. Make sure you don't have any credit card debt.

Have money set aside so that you can start paying off this student loan debt that you're going to have to do. Have money somewhere so that, eventually, not only can you take advantage of your life and what you're going to create, but that maybe you can buy a home.

Because real estate prices have gone down. And personally, I'd rather see you buy a home and get into a home when the time comes than be investing in this stock market right now.

COOPER: One more, Larry: "People are talking about wealthy and middle class. But what about us at the bottom who are receiving Social Security and disability? Should we be concerned about our benefits like medical and Medicare if this bill does not pass and the market continues to go down?"

ORMAN: Well, my friend, the truth of the matter is you always should have been concerned about it. It had nothing to do with this bill. Obviously, we are underfunded for Social Security. Medicare has always kind of been in trouble. These are things you have to be careful about.

If you think anybody else is going to take care of you. This is an example that you have got to learn to take care of yourself in every way, because obviously, our representatives don't have the intelligence to know how to help any of us, including themselves, in my opinion.

COOPER: All right. Check out CNNmoney.com 24/7 for special coverage of the bailout battle. The Web site, again, CNNmoney.com.

Coming up next, Sarah Palin taking heat, firing back. The Governor attacks what she calls gotcha journalism in her latest sit- down interview, a new interview. We'll play you some of what she said, and you can hear for yourself what she said. And you can decide for yourself if she's right or wrong.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

GOV. SARAH PALIN (R-AK), VICE-PRESIDENTIAL NOMINEE: I do look forward to Thursday night and debating Senator Joe Biden. We're going to talk about those new ideas, new energy for America. I'm looking forward to meeting him, too. I've never met him before, but I've been hearing about his Senate speeches since I was in, like, second grade.

(END VIDEO CLIP)

COOPER: Governor Sarah Palin, kind of taking a shot at Senator Joseph Biden today at a campaign rally in Columbus, Ohio. The two will meet Thursday night in St. Louis for their first and only debate. You can, of course, watch it right here on CNN.

In the latest CNN/Opinion Research Corporation poll, 53 percent of voters have a favorable opinion of Sarah Palin. That's down four points from earlier this month.

The poll was conducted before Palin's interview with Katie Couric, where the vice-presidential candidate certainly struggled to answer some questions on foreign policy.

In a follow-up interview with Couric today, Palin says she's been a target of, quote, "gotcha journalism." She was seated next to John McCain when she says it -- when she said it. We'll bring it to you later on in just a moment.

But first, what even some conservatives are now calling the Palin problem. Here's 360's Randi Kaye.

(BEGIN VIDEOTAPE)

KAYE (voice-over): Remember when Sarah Palin could do no wrong? Now, the honeymoon is over. Conservative commentators George Will and David Brooks openly criticized her, Brooks arguing Palin, "like President Bush, seems to compensate for her lack of experience with brashness and excessive decisiveness."

And Kathleen Parker wants Palin to step down, because she is "out of her league," writing, "My cringe reflex is exhausted after watching media interviews," like this one, where CBS's Katie Couric interview asks Palin about the $700 billion bailout plan.

(BEGIN VIDEO CLIP)

PALIN: What the bailout does is help those who are concerned about the health-care reform. It's got to be all about job creation, too. So health care reform and reducing taxes and reigning in spending has to got to accompany tax reduction and tax relief for Americans.

KAYE: Palin's answer, lampooned on NBC's "Saturday Night Live."

TINA FEY, CAST MEMBER, NBC'S "SATURDAY NIGHT LIVE": So health- care reform and reducing taxes and reining in spending, because Barack Obama, you know -- also having a dollar value meal at restaurants.

BAY BUCHANAN, REPUBLICAN STRATEGIST: They seem to have decided this is what you have to say. You have to say it this way. It's a quite clear she's attempting to give answers that were given to her.

KAYE: On ABC, Palin appeared confused about what the Bush doctrine was. And on CBS, does Alaska's proximity to Russia really count as foreign policy experience?

PALIN: Well, it certainly does, because our -- our next-door neighbors are foreign countries. As Putin rears his head and comes into the airspace of the United States of America, where do they go? It's Alaska.

KAYE (on camera): Palin at times seemed at odds with her own running mate's policies, closer to Barack Obama's. She said she'd do whatever it takes to stop terrorists in Pakistan. John McCain has criticized such talk and downplayed Palin's comments.

SEN. JOHN MCCAIN (R-AZ), PRESIDENTIAL NOMINEE: She understands, and we've stated repeatedly, that we're not going to do anything except in America's national security interests.

KAYE (voice-over): Palin's promise may have faded, but she's still popular with the Republican base. And political expert Larry Sabato says the ticket won't drop her.

LARRY SABATO, UNIVERSITY OF VIRGINIA: It would be a disaster. I don't think the McCain campaign can even consider that. The conservatives who are suggesting that are simply expressing their displeasure. They had hoped that Palin would be the silver bullet for McCain. And instead, it's turned out to be an empty chamber.

KAYE: And the campaign doesn't have long to reload.

Randi Kaye, CNN, New York.

(END VIDEOTAPE) COOPER: Governor Palin is heading to Senator McCain's ranch in Sedona, Arizona, for what advisors referred to as a debate camp. Today conservative William Kristol wrote that the only real problem Palin is having, she's being overly coached. Kind of what Bay Buchanan said in the "New York Times."

Kristol writes, "McCain needs to liberate his running mate from the former Bush aides brought in to handle her, aides who seem to have succeeded in importing to the Palin campaign the trademark defensive crouch of the Bush White House. He needs to free her to use her political talents and to communicate in her own voice."

With me again, CNN senior political contributor, Republican strategist and McCain supporter, Ed Rollins; CNN senior political analyst and former presidential advisor David Gergen; and CNN political analyst and Obama supporter, Roland Martin.

Ed, you said kind of a similar thing: that they should let Palin be allowed to be Palin last week. I think it was on Wednesday or Thursday.

ED ROLLINS, CNN POLITICAL CONTRIBUTOR: This is a smart women who has extraordinary experience of being a Governor. They ought to give her the briefing book on some of the McCain record, and what McCain's policies are, let her read it and put her in a room with two or three people who can help her communicate and let her basically go from the gut. She's going to have to answer about 10 or 12 questions.

COOPER: But how do they know that letting her be herself is such a good idea?

ROLLINS: You basically try it. What you do is you go through a mock debate, as every candidate does, and you basically listen to her answers. And then you basically try and mold them. Let them be her answers, but give her the knowledge first.

When you -- when you over structure someone -- David's laughing because we've been through this before together -- my sense is they have -- there's not -- there's nobody around her that she knows or feels confident about. And she needs that. She needs to be reassured.

COOPER: David, do you agree with that?

DAVID GERGEN, CNN POLITICAL ANALYST: Ed Rollins is absolutely right on every point he made. Authenticity is very important in politics and feeling comfortable in your own skin.

And if you have a lot of handlers around you, you know, it's like learning how to play golf. If you've got -- if you've got three different golf pros that will give you 25 different tips about how to hit a golf ball, you become paralyzed. You can't hit the ball. There's just too much going on.

You've got to -- you've got to let a person be more natural and give them a briefing book. I thought they would allow her to do a number of regional press interviews, sort of the local newspaper interview which tends to be a little more personal, not quite as probing, for a warm up with those; gradually work her in. I thought before she went into this debate, she'd have done a ton of interviews.

COOPER: Yes.

GERGEN: But Ed Rollins said last week, they've penned her in. And then there's a question now that she's -- is a very talented woman who may have lost her self-confidence.

COOPER: Roland, penned her in and kept her away from reporters to an extraordinary extent. I mean, I don't think there's ever been a vice-presidential candidate who has been so isolated from answering questions to the public and also to reporters.

ROLAND MARTIN: The problem with the campaign, they're showing weakness. If you're unwilling to allow your VP nominee to actually go out and talk to people, talk to the media and have this kind of conversation, you look weak. It looks like you made a bad decision.

And so you're right. I mean, not having her talk to the media, that is called repetition. That's what it's called. It's no different than NFL, when you put somebody who's a rookie out there, what do they always say? You can stay on the sidelines and watch all day. Unless you're on the field, you don't know how fast it goes.

And so when she -- when the question is thrown at her, yes, she might make a couple of mistakes. But if you never put her in a position where she can actually grow into the job, then you have a problem.

Now come Thursday, now a lot of pressure on her. I don't buy this nonsense that a bar somehow is low. No, this is a high bar. She has to prove that she actually can stand on that stage and actually command respect. So the bar is not low; it's very high.

COOPER: We're going to talk more about this. We're going to show you Sarah Palin's new interview with Katie Couric. She sat down with Katie Couric and John McCain by her side and talked about why that happened. Hear for yourself how she did.

And you saw a little bit of it there in Randi's piece, Tina Fey, that her again on "SNL," the new Palin spoof. It's our "Shot of the Day" when 360 continues.

(COMMERCIAL BREAK)

(BEGIN VIDEO CLIP)

PALIN: I have to admit, though, he's a great debater, and he looks pretty dog gone confident like he's sure he's going to win. But then again, this is the same Senator Biden who said the other day that the University of Delaware would trounce the Ohio State Buckeyes. Wrong!

FAREED ZAKARIA, HOST, "GPS": It's not that she doesn't know the right answer; it's that she clearly does not understand the question. This is way beyond anything we have ever seen from a national candidate.

David, Palin was asked about comments she'd recently made regarding sending U.S. troops across the border into Pakistan. She was asked about this by a student, I believe it was. Let's listen to the exchange.

(BEGIN VIDEOTAPE)

COURIC: Governor, the U.S. should absolutely launch cross-border attacks from Afghanistan into Pakistan to, quote, "stop the terrorists from coming any further in." Now, that's almost the exact position Barack Obama has taken, and that you, Senator McCain, have criticized as something you do not say out loud.

So, Governor Palin, are you two on the same page?

PALIN: We had a great discussion with President Zardari as we talked about what it is America can and should be doing to get there, to make sure that the terrorists do not cross borders and do not ultimately put themselves in a position of attacking America again or her allies. And we will do what we have to do to secure the United States of America and her allies.

COURIC: Is that something you shouldn't say out loud, Senator McCain?

MCCAIN: Of course not. But look, I understand this day and age, gotcha journalism -- is that a pizza place? In a conversation with someone who didn't hear the question very well. You don't know the context of the conversation, grab a phrase. Governor Palin and I agree that you don't announce that you're going to attack another country.

COURIC: Are you sorry you said it, Governor?

MCCAIN: Wait a minute. Before you say, is she sorry, is she sorry, this was a gotcha sound bite.

COURIC: It wasn't a gotcha. She was talking to a voter.

MCCAIN: She was in a conversation with a group of people and talking back and forth. And I'll let Governor Palin speak for herself.

PALIN: In fact, you're absolutely right on. In the context, this was a voter, a constituent hollering out a question from across an area, asking, "What are you going to do about Pakistan? You better have an answer to Pakistan."

I said, "We're going to do what we have to protect the United States of America."

COURIC: What have you learned from that experience?

PALIN: That this is all about gotcha journalism. A lot of it is. But that's OK, too.

(END VIDEOTAPE)

COOPER: David, what did you think of this newest interview? And did it kind of surprise you to see John McCain sitting by her side? How do you think that plays?

GERGEN: I don't know. That's going to be up to the voters, Anderson. It wasn't overly impressive.

But let me just say a couple things. She did differ with Senator McCain on a key issue in the campaign about dealing with Pakistan. But it was what, ten days ago, two weeks ago, that Joe Biden was out talking about taking a position on clean coal -- I think it was in Ohio, that was very different from Barack Obama's. And they had to correct. That happens. And I don't think we should pay much attention to it.

Because this business of gotcha journalism when a voter asks you a question, you know, at a rally or something. If you want to play in the big leagues, you've got to hit big-league pitching.

COOPER: I want to play another exchange where Katie asks Palin's response to Republican criticism aimed at her. Let's watch.

(BEGIN VIDEO CLIP)

COURIC: Governor Palin, since our last interview, you've gotten a lot of flak. Some Republicans have said you're not prepared, you're not ready for primetime. People have questioned your readiness since that interview. And I'm curious to hear your reaction.

PALIN: Well, not only am I ready but willing and able to serve as vice president with Senator McCain if the Americans so bless us and privilege us with the opportunity of serving them, ready with my executive experience as a city mayor and manager, as a governor, as a commissioner, a regulator of oil and gas.

(END VIDEO CLIP)

COOPER: Ed, how do you think she did?

ROLLINS: She did fine. The thing that bothers me, and I totally agree with David -- the thing that bothers me, John McCain shouldn't be in that scene. It looks like a father taking care of the daughter.

And the truth of the matter is, yes, she messed up last week. She had to go back there with Katie and prove to everybody that she can handle the big-league pitching, as David said.

And the key thing here is you can't be -- she obviously has to follow John McCain's policies. But it looked like she couldn't produce. And she's got to go up on that stage on Wednesday night, and she's got to hit a home run. She's got a big personality, but he can't protect her. He chose her, but he can't protect her.

MARTIN: Anderson, Ed is so on the money, and looking pretty pathetic. Not only that, Katie is talking to her, and saying, "Do you think you made a mistake?"

"Oh, Katie, she shouldn't have to admit to that."

Well, time out. She said it.

Also, you can't keep blaming the media for your own screw-ups, OK? It was a voter. Voters are going to ask questions. And to say a voter had a gotcha moment. I'm sorry; a voter was trying to get an answer.

You cannot protect her all day long. And so John McCain, let her do what she's supposed to do. Russell Simmons has a book called "Do You." Palin should simply do you, be herself. But to try to protect her every moment is nonsensical. She's trying to be vice president -- OK -- of the United States, not the student council.

COOPER: I should also point out for those who are going to e- mail and say they were picking on Sarah Palin's gaffes or perceived gaffes. We looked very closely over two nights at Joe Biden's campaign statements on the campaign trail and some of the things that the campaign had to backtrack from that he said over the last several weeks, things that David himself referenced.

How big a deal, David, do you think Thursday night's debate is? I mean, how important is it? People are saying, look, they're not really voting for vice president. They're voting for president. Does this one differ somehow?

GERGEN: This is perhaps the most important vice-presidential debate I think we've seen in recent elections, because there's -- there's all these controversies swirling around, and she has a chance this Thursday night to really do herself proud and really help the ticket after a couple of very tough weeks for the McCain ticket. So it's important.

And Joe Biden could make a big mistake. He could be overbearing. It's not -- you know, this is a delicate matter, as the male in a male-female debate. There's a lot of delicacy there. I think, Anderson, there's a possibility the first debate, presidential debate got a smaller audience than most of us anticipated. I think this has a possibility of actually getting a bigger audience than the first presidential debate.

COOPER: I think you may be right. David Gergen, Ed Rollins, we're going to have to leave it there. Roland Martin, as well. Thank you very much, Roland.

MARTIN: Thank you.

Program note, John McCain will be on CNN's "AMERICAN MORNING" tomorrow. The 8 a.m. hour. Don't miss the interview. Again, tomorrow on "AMERICAN MORNING."

Our "Shot of the Day" is next. Tina Fey's newest spoof of Sarah Palin on "Saturday Night Live," in case you haven't seen it.

And at the top of the hour, more of what you need to know about what happened today. The bailout breakdown on Capitol Hill, the breakdown of leadership all across Washington, and how the candidates responded. The political blame game goes on.

All that and more. Our breaking news continues.

(COMMERCIAL BREAK)

COOPER: Time now for "The Shot." It's more of Tina Fey's spoof on "Saturday Night Live." We don't know if the governor was watching, but apparently her father was, and he said it was kind of cute. Here's a sample.

(BEGIN VIDEO CLIP)

FEY: And so health care reform and reducing taxes and reigning in spending because Barack Obama, you know -- You know, he's got to accompany tax reduction and tax relief for Americans. Also, having a dollar value meal at restaurants, that's going to help. But one in five jobs being created today under the umbrella of job creation, that, you know, also...

(END VIDEO CLIP)

COOPER: Tina Fey. Nothing quite like her.

KAYE: Got to love her.

COOPER: At the top of the hour, the bailout fails. Investors bail. The latest on what happens next, after today's market meltdown.

Also, what are the presidential candidates doing about it and saying about it? And what about the congressmen and women? Where are they? They've all left Washington, pretty much. They're all out campaigning, trying to get reelected. Should any of them get reelected? Washington on the trail and more. More of 360 ahead.